Hillig v Darkinjung Pty Ltd

The dispute in *Hillig v Darkinjung Pty Ltd* concerned the powers and functions of a Local Aboriginal Land Council (LALC) following the appointment of an administrator. The appellant, Mr Hillig, sought declarations regarding the continued voting rights of the LALC members in relation to a company in which the LALC held the sole share. The respondents included Darkinjung Pty Ltd and the administrator appointed to the LALC. The matter was heard in the Court of Appeal of New South Wales.

The central legal issues before the court were whether the members of the LALC retained their voting function to exercise resolution-making power conferred by provisos to clauses in the constitution of Darkinjung Pty Ltd, despite the appointment of an administrator to the LALC. This required the court to consider the characterisation of the LALC as a statutory corporation constituted under the *Aboriginal Land Rights Act 1983* (NSW), its statutory functions, duties, and responsibilities, and the role of its officers and members in that context.

The Court of Appeal allowed the appeal, setting aside the orders and declarations made by Austin J. The court reasoned that the appointment of an administrator to exercise all the functions of the LALC necessarily encompassed the resolution-making power held by the LALC as the sole shareholder of Darkinjung Pty Ltd. Consequently, the members of the LALC did not retain the capacity to exercise this voting function independently. The interlocutory processes filed by the respondents were dismissed.